U.S. Securities and Exchange Commission
Washington, D. C. 20549
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FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number: 001-09478
(Check One):
[ ] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[X] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: March 31, 2000
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:
If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates: All Items.
Part I - Registration Information
Full Name of Registrant: Water Chef, Inc.
Former Name if Applicable: n/a
Address of Principal Executive
Office: 1007 Glen Cove Avenue - Suite 1
Glen Head, New York 11545
Part II - Rules 12b-25(b) and (c)
If the subject report could not be filed without unreasonable effort or expense
and the Registrant seeks relief pursuant to Rule 12b-25(b), the following should
be
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completed. (Check box if appropriate)
(a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense [x]
(b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof will be
filed on or before the fifteenth calendar day following the prescribed
due date; or the subject quarterly report or transition report on Form
10-Q, or portion thereof will be filed on or before the fifth calendar
day following the prescribed due date; [x]
(c) The accountant's statement or other exhibit required by Rule 12b-25
(c) has been attached if applicable [ ]
Part III - Narrative
State below in reasonable detail the reasons why Form 10-K and Form 10-KSB, 10-
Q and Form 10-QSB, N-SAR, or the transition report or portion thereof could not
be filed within the prescribed period.
Registrant's Form 10-QSB for the period ending March 31, 2000 could not be
filed in a timely manner as the Registrant failed to provide its accountants
sufficient time to review the respective financial statements before the filing
deadline. The Registrant could not prepare such financials on a timely basis
because its limited accounting resources were preoccupied with the preparation
of the prior quarterly and annual reports which were subsequently filed in March
and April of 2000. This development has prevented the Registrant from filing the
Form 10-QSB in a timely manner without unreasonable effort and expense to the
Registrant.
Part IV - Other Information
(1) Name and telephone number of person to contact in regard to this
notification
Mr. David A. Conway, President/Chief Executive Officer
516/656-0059
(2) Have all other periodic reports required under section 13 or 15(d)
of the Securities Exchange Act of 1934 or section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period that the
Registrant was required to file such report(s) been filed? If the answer is no,
identify report(s).
[x] Yes [ ] No
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject report or
portion thereof?
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[] Yes [X] No
If so: attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the reason why a
reasonable estimate of the results cannot be made.
WATER CHEF, INC.
(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: May 11, 2000 By: /s/ David A. Conway
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David A. Conway
President/CEO
INSTRUCTION: The form may be signed by an executive officer of the Registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the Registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (see U.S.C. 1001).
